Midnight Memories
by spidersaremykryptonite
Summary: At Amy's request for a surprise, the Doctor sets the TARDIS to a random destination, but finds himself unwillingly revisiting an old nightmare. One-Shot. Set circa Dinosaurs on a Spaceship.


**A/N: **Trigger warning in case descriptions of panic attacks is difficult for you.

* * *

><p>"So, where to now?" the Doctor questioned of his fiery haired companion eagerly. Amy grinned at him, and glanced over at her husband who shared her smile.<p>

"Surprise me," she said with a mischievous twinkle in her eyes. The Doctor's grin expanded, drawing on his companions' excitement.

"Random destination it is," he exclaimed, winding his way around the console to push all the right buttons and levers, just so, before pulling the last one and giving control over to his beloved ship. The three travelers jostled about in their usual way, bumping through the time vortex, gleeful laughter competing with the TARDIS' beloved machinery noise. They landed with a thump, all three managing to stay on their feet; Rory and Amy were experienced now, they had learned how to move their bodies in the way the Doctor did to compensate for the rough landings.

"It's my turn to go first, yeah?" Amy confirmed, already moving to the doors, ready to fling them open and discover the world without.

"We move at your discretion, Amelia Pond," the Doctor returned, sharing a wink with Rory and giving a lazy mock salute as they came to stand with her. Her face was aglow with anticipation as she pulled open the doors and stepped out to find a dim hallway; it had white walls with simple, tasteful crown molding and smoothly tiled floors. The hall was lined with dust bunnies, as though the building had been abandoned, but not for so long that it had fallen into awful disrepair. There was a window not far down the hallway which, though Amy could not see out of it from where she was, was allowing in light of sharp shades of brilliant blue.

"Come on then, boys," she said with glee, taking off at a fast clip towards the window. The Doctor, then Rory, followed her out of the TARDIS, where Rory took off immediately after his wife. The Doctor, however, paused and frowned at the faint glimmer of recognition that flickered, buried somewhere deep in his memory. Shaking it off, he followed his eager companions to where they were gazing in wonder out the slightly smudgy panes of the window. He took in first, with great joy, their faces as they drank in the sight. He had been so many places, seen so many things; it was always more interesting to see their reactions, the utter humanity of their awe, rather than the sight itself. And so it was that it was only as Amy and Rory turned and were beginning to walk further down the corridor that the Doctor looked out the window, and froze at the familiar landscape presented in his vision.

Icy fear slid its way quickly into the Doctor's veins, lodging in his throat, pooling in his stomach. He stumbled back from the glass with a strangled gasp, suddenly unsteady on his feet, his head rushing dizzily. Distantly, he heard the peal of Amy's laughter and, with a determination that his companions alone could inspire, he clamped down on his fear, shoved the dizziness out of his mind and engaged his respiratory bypass to curb the hyperventilation that threatened. There was nothing he could do about the nausea that he could feel curling in his stomach, or the bone white color he was certain his face had taken, and knew that he would have to be quick and abrupt. Amy would most certainly end up being offended and he could offer no explanation right now, but then, an offended Amy might be a good thing. She would huff off to her room and not look too closely at him.

"Amy, Rory!" He cried out, thankful that he had managed to keep the hysteria from his voice.

"Over here!" came the carefree reply, echoing down the hallway from where they stood in the lobby they had reached. When he came pelting into the room, they were standing in the center, hands clasped as they gazed up through the glass roof at the alien sky. He strode over to them and snatched up Amy's hand, immediately beginning to tug her back towards the TARDIS.

"Time to go. No questions, just go," he shot out, immensely grateful that while he sounded terse and quite possibly rude, he did not sound afraid. If he sounded afraid, Amy would fight him more strongly, because then she would be concerned for him and her feet would become lead, lead that was welded to the floor. As it was, Amy gave an indignant shout and tried to pull her hand from his grasp. He pulled her back down the hall, Rory being dragged along as well and half shoved her back through the blue doors. She finally succeeded in pulling her hand from his grasp and in her characteristic temper, strode off into the TARDIS halls muttering about "bloody mad Time Lord." He slammed shut the doors behind them and as fast as possible pulled and pushed at the console to get them in flight.

When they were safely drifting in the Time Vortex, the Doctor finally paused, leaning heavily on the console. He could feel the beginnings of tremors in his hands and knew that the grace period was over. Out of time. His eyes flicked up to see Rory staring at him, still standing near the doors. _He's a nurse,_ thought the Doctor, _he'll have noticed something's wrong. Doubt if I can even get to my room without help. Not much of a choice, is there?_

"Rory," he began, wincing at the obvious strain in his voice. Rory leapt up the stairs to the console immediately, brow creasing in concern. "I'm going to need your help. In a moment, I'm going to have to disengage my respiratory bypass, and I imagine I'll be having a great amount of difficulty breathing."

"What do you mean-" Rory interrupted, hands going automatically to helping the Doctor stand, for which he was grateful.

"I'm not ill, least, not the way you're thinking," the Doctor answered, leaning heavily on his companion, screwing up his eyes before deciding that was definitely worse and snapping them open again. Already he could feel the efficacy of his bypass system falling. "S'all up here," he gasped out, motioning with shaking hands to his head. Now he began attempting to make his way forwards, towards the hall that held his room. "Need to get… to my room," he panted, and suddenly his endeavor was aided by Rory, who was basically the only thing keeping him upright by now. "The last me… had a really, really bad day… never dealt with it… coming back to bite me now… planet we just were… Midnight… that's where…" and here the Doctor gave up talking, his respiratory bypass barely still functioning. He could feel himself trembling all over and knew that Rory must feel it as well. The world swung dizzyingly as the memories that had spent so long tucked away rose up uncontrollably and the nausea became almost unbearable. Any remnant of color in his face drained away. They had been making slow progress, but the TARDIS, aware of the circumstances, had, _Oh thank God, _moved his room to be the first door. Rory struggled with the doorknob before he half dragged the stumbling Doctor to his bed, where they clumsily fell onto the edge.

The Doctor sat perched on the side of his bed, feeling the last vestiges of his respiratory bypass letting go, his breathing escalating immediately into panicked gasps and he curled inwards on himself, wrapping his arms tightly around his stomach, which had twisted itself tightly into a painful knot.

Rory watched his traveling companion with growing fear, noting the contorted expression on the Doctor's face, the frenzied gasps of breath, the startling pallor of his skin. This was new, shockingly so. He had never seen the Doctor so completely vulnerable and incapacitated. This didn't happen, he was _the Doctor. _Brave, strong, and a little bit mad. _He's having a panic attack_, the nurse side of his brain said, _help him. _And when he heard the first strangled sob in between the Doctor's labored breathing, his brain finally re-engaged, and he resolved to do just that.

Inside the Doctor's mind, the memories flew at him in disjointed splinters, fragments from an explosion that couldn't be contained.

"_Sky?"_

"_Sky?" _

"_Are you alright?" _

"_Are you alright?"_

Tears gathered in his eyes, part from pain and part from terror, and began to stream down his face.

"_Throw him out."_

"_Get him out of my head."_

"_Yeah, we should throw him out."_

"_Don't just talk about it. You're useless. Do something."_

His death sentence, falling from the lips of frightened humans, the race he had always loved so much, stabbed at his brain. Panic constricted his lungs, he couldn't breathe, he _couldn't breathe_. His hands made tight fists as air struggled in and out of his mouth, but never enough, not enough oxygen, his throat too tight, the air too thin, and never enough. His stomach clenched suddenly, violently, and it was all the Doctor could do to lean to the side as he retched, his breakfast burning its way up his throat, choking off his already limited supply of air and splattering wetly into the bucket that the TARDIS had knowingly created beside him. The Doctor noted distantly that hands were smoothing back his now sweat soaked hair, rubbing comforting circles on his back. _Rory_. He felt a hot flicker of shame in his hearts, but it was quickly banished, because there was only a brief reprieve before he was retching again. His stomach tightened, and tightened, struggling to expel every last trace of food.

"_Come on, don't just stand there."_

"_Get him out."_

"_Do it."_

"_Do it."_

"_Do it now."_

Nothing left in his stomach, dry heaving now, and this, he decided, was worse, because now it was like the very organ was contorting in its efforts to leave his body, and it _hurt_, hurt so much, and he couldn't stop it. And finally, finally, the retching stopped and he was left with a sharp ache in his stomach muscles and his throat as air resumed clawing its way in and out of his crushed lungs.

He heard, as though through a tunnel, Rory's voice as he spoke.

"Doctor, I'm going to take off your bowtie. I know how ridiculously attached you are to that thing, but I think it might help your breathing, okay?" And then gentle hands by his neck, pulling at his tie, unbuttoning the first then the second button of his shirt. Some of the pressure on his throat eased, but it did nothing to help the strangled huffs of breath. "I think we should get your jacket off too, okay Doctor?" He wanted to reply, but the words came to his ears as if from a great distance, in that strange way when you should, but you don't quite, know what someone is saying and the words won't attach themselves properly to their meanings and then he felt hands on his shoulders, tugging at his shoulders, and he jerked away, tumbling painfully to the floor, scrambling away from the hands that were going to throw him out the door.

"Doctor! Doctor it's just me!" Someone was shouting in alarm. He knew that voice, did he know that voice? He couldn't tell, there were hands around his shoulders, grabbing his legs, dragging him to his death and he tried to tell them to stop, screaming, pleading, but only in his head because even if his burning lungs had the air, he didn't have the words, they wouldn't come because _something had stolen his words. _Reality and memory were colliding, tangling, collapsing, were those the right words? He wasn't sure, he couldn't tell because the words weren't his anymore. He opened his eyes, when had he closed them? Had they been like that the whole time? He couldn't remember, but it didn't make much difference because his vision swam, colors blurring together, black spots infringing on the sides and his head was spinning, spinning, spinning.

"Breathe, Doctor! You need to breathe!" _Breathe_…had he stopped? No, air was still scraping its way in shallow gasps in and out. "Doctor! Listen to me, you know me, my name's Rory, focus on that." _Name, name, name. _

"_Perhaps you could tell us your name"_

"_What does it matter?"_

"_Then tell us."_

"_John Smith."_

"_Your real name."_

"_He's lying. Look at his face."_

"_His eyes are the same as hers."_

"_Why won't you tell us?"_

"_It's a simple enough question."_

"_He's been lying to us right from the start."_

"_What's your name?"_

He had told them his name, and they didn't believe him. Why didn't they believe? His beloved little humans, so good, so kind, and curious and they didn't believe, didn't listen, turned against him. They tried to kill him and he couldn't move, couldn't fight, couldn't breathe… no, that's now, it's now that he can't breathe. _Does it make a difference? _Yes, it does, it's now that he can't breathe, and now and then aren't the same they're different, aren't they? It's now that he can't breathe and he needs to breathe and his lungs are burning. Burning, burning, the sunlight was burning that day, it's always burning on Midnight. X-tonic rays, burning and burning and burning. The hostess burned. He was going to burn, would have burned, didn't burn. He was burning now though. Was that it? Saved from burning then so he could burn now? Burn from the inside out? _It's not that kind of burn. Think. Make sense of it. Come back. _Not that kind of burn…. Lack of oxygen, not burning, just feels like burning. His lungs were burning, but everything else was cold. His fingers were cold. Could he feel his fingers? He thought he could, but he wasn't sure. He could feel them then, feel them dragging along the floor, but he couldn't move them, couldn't grab something to save himself, stuck, trapped, paralyzed. Helpless.

"Doctor if you can't take a deeper breath soon, you're going to pass out completely. I know it's hard, and it feels impossible, but you need to take a deep breath."

He tried. He tried and his lungs rebelled and he fought them, fought his own body, but there was a steel band around his lungs and he couldn't do it, couldn't breathe, not enough oxygen, he couldn't do what Rory was asking…. _Rory…._

* * *

><p>He woke up screaming. Screaming and thrashing against the arms that pinned him down.<p>

"Doctor! It's just me! It's Rory!" _Rory, Rory the Roman. Rory won't hurt you._ He stopped fighting, laying rigidly. He was in his bed, had he passed out? Yes, the lack of oxygen must have gotten to him, and he dreamed it all again, in excruciating detail and now his chest was heaving again, still gasping for air. He had watched the hostess burn in slow motion, even if he hadn't really seen it before, he had now, he had watched her skin blister and begin to melt and burst into flames as she _screamed_. And his stomach rebelled again and he struggled, and Rory must have seen something in his face because this time he let go. The Doctor rolled over, leaning over the edge of the bed as his stomach muscles, full of knives, clenched and he retched, but there was still nothing to bring up. When the convulsions stopped, he curled into a tight ball, trembling and gasping, but the steel band around his lungs had loosened and the blackness around his vision stayed away. The tears didn't, though, and his eyes burned.

"Shh, shh, shh, it's alright Doctor. You're safe, and I'm here." Rory was perched beside him on the bed, rubbing the Doctor's arm soothingly. His limbs were heavy with the memory of his fear, and it wasn't long before he was falling back into the clutches of sleep, his face wet with tears and Rory's comforting weight beside him.

Rory sighed with relief when the Doctor's breathing evened out in sleep and he ran a hand through his hair. The Doctor's panic attack had continued for some time, and all his efforts to bring him out of it had failed, until the Doctor finally succumbed to lack of oxygen and passed out on the floor. It was so hard to reconcile the image of him, tortured and gasping on the ground, with the man he knew, so strong, never giving in, or giving up, and lending that strength and hope to everyone he met, always ready to defend others and explore new worlds. Certainly he had met people in his work as a nurse who tried to hide their pain behind false joy… but there were always cracks in their masks, chinks in their armor that they could never fully patch. He had never seen a chink in the Doctor's amour before… it was so flawless that he had never even seen that the metal existed in the first place. Until now, when it had suddenly come apart with a vengeance.

How long had it been, really, since they had set foot on that planet? _Midnight_, his memory supplied, _the Doctor called it Midnight_. It felt like hours, days, but also only seconds. Why hadn't Amy come looking for them? Unless she had… the TARDIS might have intentionally kept her away… God knows, the Doctor wouldn't want her to see him like this. _And I suspect he only let me because he didn't have a choice. He needed someone to help him or he would have ended up on the floor of the console room._ He felt a bit like a wrung out cloth. It was so emotionally taxing sharing someone's fear like that, and he'd had to hold the Doctor to keep him from hurting himself as he thrashed about, which was no easy task. It wasn't long before Rory had drifted off to sleep beside his troubled friend.

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><p>The next time the Doctor came awake, it was slowly. Like being dragged up from the depths of a lake, feeling the pull of the water that didn't want to release him before he broke the surface. The room was dim now, and he was cold, light shivers running up and down his body. The painful memories of Midnight still hovered around in his mind; Cheshire cats with haunting, sinister, grins, threatening to pounce. For now, though, they hung back.<p>

He sat up carefully, all his muscles screaming their protest and he paused on the edge of his bed, just breathing. In and out, remembering how his lungs felt when they could get a full breath of air. Looking around, he found Rory asleep on top of the blankets, his expression slightly troubled in spite of that fact. Cautiously, the Doctor pushed himself up so he was standing, reaching out for the wall to steady himself at the slight rushing in his ears and the weakness in his limbs, and made his way towards the ensuite bathroom. He reached out for the knob, felt a jolt in his hearts, a hitch in his breath and he backed away, swallowing hard. He steeled himself, and reached for it again, holding his breath and ignoring the way his hearts sped up. He pushed he door open, flinching without reason, then letting out his breath in a gust and entering the room. His hands were trembling lightly, though, when he flicked on the lights, and his legs felt more like jelly than ever. Closing the door with a light snap, he lowered himself to the cold tile floor and concentrated on taking deep breaths until the shaking stopped.

He was thirsty, he noticed, realizing that must be why he had come to the bathroom without really thinking about it. He swallowed painfully as the dryness of his throat made itself evident. Heaving himself up, he turned on the tap and, using his hands as a cup, raised the cool water to his lips. He had to force himself to drink slowly, but after several handfuls he felt better for it and he washed his face with the cool water at the same time. As he returned to sitting on the floor, the shame that had been ignored before made itself known. He'd completely fallen apart. It was worse than he'd been expecting, and Rory had seen it. No going back. No shoving the incident under the rug and moving on. Rory was a nurse, and Rory was, well… Rory. He wouldn't let it go, he was going to make him talk about it. That wasn't something the Doctor did. The Doctor didn't fall apart, the Doctor didn't have panic attacks… and if he did, he certainly didn't talk about it. Now he wouldn't have a choice.

"Doctor?" Rory sounded groggy as he called out the first time. "Doctor!" Then he sounded alarmed. The Doctor squeezed his eyes shut and called back in resignation.

"In here." Footsteps, then the door opened, and the Doctor couldn't help but flinch slightly in reaction. Rory stood in the doorway, observing him carefully.

"Come on, can't be comfortable in here." And he came over and pulled the Doctor to his feet. They shuffled back into the bedroom, where the lights were now on and two couches had appeared, facing each other and divided by a small coffee table. Rory sat the Doctor down on one couch and claimed a spot directly across from him on the other. The Doctor stared at his hands, clasped in his lap, feeling the heat of Rory's scrutiny. It wasn't a pleasant feeling.

"Are you going to tell me what happened then?" Rory asked, his voice soft but demanding. The Doctor stared more intently at his hands. "Doctor, we need to talk about this, _you_ need to talk about this. You can do it, just start from the beginning." The Doctor clenched his hands tightly and took a deep, shuddering breath.

"It was years ago," he said quietly, his voice rasping in his throat. Rory leaned forward.

"You said in the control room it was in your last body, so before you met Amy," Rory volunteered. The Doctor nodded.

"I was traveling with a woman, Donna," he had to pause here as the grief for his best friends swelled painfully. "She was brilliant." He took another deep breath. "Midnight was a leisure palace. Nothing could survive on the planet's surface; the sun produced x-tonic rays, completely deadly, instantly. It had a sapphire waterfall, s'posed to be beautiful, and there were shuttle trips there to visit. Donna stayed behind, but I went." The Doctor felt his breathing speed up. Why had he gone without her? He should've stayed, why did he have to be so stupid-

"Doctor, breathe. It's all right." Rory's voice interrupted his downward spiral and he took several deep breaths.

"There were eight of us. Me, DeeDee, Hobbes, the Canes; Jethro and his parents Val and Biff, and-" _Breathe. _"- The hostess and Sky, plus the driver, Joe, and the mechanic, Claude." Rory's eyes widened slightly. _He still remembers their names even though for him it's been… at least a century, must have been._ "There had been a diamond-fall along the usual route, so we took a detour… We were halfway there when the shuttle stopped." His hands were shaking again. "I went and talked to the driver and the mechanic; there were no faults in the system, we were just… stopped. I got them to open the shields, take a quick look outside and as they were going down, Claude said he saw something moving, a shadow, running… running towards us. They sent me back to the main room. Everyone was scared, but I got them calmed down at first, with DeeDee's help. Then the knocking started." He had to stop here to catch his breath again.

"Something was knocking on the outside. Impossible, but it was. They panicked, and then the shuttle shook and the lights went out and there were sparks. When the lights came back on, the seats near the door had been ripped up, but the walls and door were still intact. The hostess opened the door to the cabin to check on the driver, but the cabin was gone. Ripped clean away." He heard Rory suck in a breath, but he didn't look up, or stop because he knew if he stopped he'd never get it out. "Sky was sitting on the floor by the ripped up seats. I went to try to talk to her, to help her. At first she wouldn't respond, but then she started mimicking me, repeating everything I said. Everyone else started talking too and she was repeating them all too, even when they were all talking over each other at once. It was chaos. Then she started talking at the same time. Repeating at the same time, as if she knew what we were going to say, perfectly, no mistakes or slips. The rest of them, they turned against her, they wanted to throw her out of the shuttle, to kill her. I said no, told them they couldn't do it… and then they turned on me." He was breathing too fast again, trembling with the memories, but he couldn't stop now. The words kept tumbling out of his mouth. "She stopped repeating after everyone then, just me. I offered to help her, that whatever she wanted I could help, she didn't have to steal words. I asked if we had a deal. But she said it first." He dimly registered Rory's sharp inhale but ignored it. Breathing was getting to be very difficult now. "I was… I was repeating after her then… it was like being imprisoned… in my own mind… I had to say what she said, and I didn't… I couldn't…" Whatever he was going to say next was choked off by a sob, the panic that had been rising forcing him into another attack, gasping for air.

Rory was up immediately, sliding around the coffee table to sit next to the Doctor.

"Doctor, you're okay, it's over. Whatever that thing was, it's gone, it's been gone for ages, you're safe. Just breathe, it's okay." The attack subsided after only five or so minutes, a significant change from the violence of the previous one. "When you're ready, tell me the rest." The Doctor sat silently for a few minutes, swallowing hard before he could continue.

"Sky could move then; she got up and told them she was okay, the creature had let her go. So they decided it must have moved into me. They argued, but Sky manipulated them, they decided… they decided they were going to have to throw me out. Everyone was yelling, and Sky kept encouraging them… So Biff grabbed me under the arms and started dragging me towards the door… my foot got hooked on one of the seats and I thought, maybe, if I can hold on, but then Hobbes started helping and he grabbed my legs and Jethro was crying and DeeDee was plugging her ears and Val was shouting at them to throw me out and Sky kept encouraging them… and then she slipped up. She used my words… like Geronimo is mine now, then, it was Molto Bene and Allons-y, and she used them and the hostess, she noticed and figured it out and she grabbed Sky and opened the doors and everyone was screaming and then they were gone and the connection was broken. And we had to wait, twenty minutes, trapped in the shuttle with my would-be murderers while we waited for the rescue shuttle. None of us even knew the hostess' name." There, it was out, done. He was shaking and crying and still breathing much too fast but it was over. He looked up finally at Rory, who had remained beside him after the panic attack, to see that the other man was crying as well.

"Oh Doctor, I'm so sorry."

It was some time later, when the Doctor's breathing had slowed and the tears had stopped and he had stopped trembling, that Rory spoke again.

"I don't understand something though Doctor. You've been in close situations before, guns to your head, bombs, missiles, end of the universe, collapse of reality… what is it about Midnight that makes it so different?" The Doctor didn't even have to think about it. He knew that answer, had always known why.

"It stole my words, Rory. Even when I had nothing, no weapons, defenses, when I was chained up, or against legions of Daleks, against Ood, or Sontarans, or Silurians or the Weeping Angels, even when I had nothing, I had my words. But then I didn't."

Rory could think of nothing to say to that, because, of course, it made perfect sense. They sat silently, the Doctor trying to keep his mind blank while Rory struggled to come to terms with the sudden shift in his relationship with the mad, crazy alien he was sitting beside. He went back through all their adventures, searching with newly opened eyes for all the pain that he might've missed, and finding far too much. He was filled with sadness for the sufferings of Amy's Raggedy Doctor, who had become so much more than an imaginary friend.

When, hours later, the two men were ready to emerge from their cave of sorrow, they were received in the kitchen by a furious Amelia Pond.

"And where the hell have you been then?! I'm been walking around for hours trying to find you, and the TARDIS just kept bringing me back here," she shouted, missing the Doctor's wince as she slammed the kitchen door shut behind them. Rory grimaced at his wife. "And what the bloody hell was up with dragging us off that planet, with no explanation?"

"Amy, sweetheart, would you please calm down?" Amy narrowed her eyes at her husband's words. "There is an explanation, but it's not mine to give, and I'm not sure the Doctor is ready to give it yet," Rory said, trying to appease her.

"What the hell is that supposed to mean? If there's an explanation, I want to hear it right now," She said furiously.

"Amy-" Rory tried again.

"No, Rory, you don't get to make excuses for him, Doctor you tell me right now."

"Amy-"

"Rory, I said shut up," she snarled. The Doctor was watching, wide-eyed, hand gripping hand, re-gripping, shifting and clenching. "Come on then, out with it Time Lord."

"Amy," the Doctor began quietly, "that planet…I've already been there." Amy gaped at him.

"What, and just because you've been there you get to drag us off? Because I've never been there, and it was gorgeous! You selfish jerk! And then you run off and hide in the halls, you don't even take us somewhere new? That is complete and utter rubbish, you idiot. What, you're too good to go back another time, to suffer seeing the same thing twice for your friends? It looked great, and you just went and snatched it away because, you're the big fancy Time Lord, what you say goes, never mind if Rory and I wanted to explore-" Amy, caught up in her rant, failed to notice what color the Doctor had regained draining from his face once, and the daggers that Rory was glaring at her, until she was interrupted.

"I almost died there!" The Doctor finally shouted, shocking her into silence mid-sentence.

"You… what?" In any other circumstance, Rory would have found the expression on Amy's face to be comical. As it was he barely spared her a glance, just enough to make clear his thoughts of _See what you've done?_ before he was tugging gently at the Doctor's arms and guiding him to a seat, feeling the return of the tremors that had taken so long to be banished.

"Doctor," he said softly, "don't go back there. Stay here, right now. You're fine, you're safe. Deep breaths." The Doctor nodded stiffly, his left hand gripping Rory's arm tightly to anchor himself. Amy watched the scene with befuddlement, but finally really looking at the Doctor, she noticed one glaringly obvious detail, one that should have alerted her immediately to the fact that something was terribly wrong. He wasn't wearing his bow-tie.

Her anger drained away immediately, leaving behind concern and sharp slivers of shame.

"Oh, Doctor," she all but whispered, "how could I have been so stupid?" She wrapped her arms around him, burying her face in his shoulder, which she felt begin to shake. The story was told again, the Doctor hesitating in all the same places, but it was easier this time. Rory gave him a reassuring squeeze every time he faltered and Amy kept an arm around him. The Doctor could feel her tears dripping down from her face to the leg of his pants, but he didn't mind, because his own joined them, the salty liquid mingling as the friends opened doors to each other that had remained closed far too long. They understood better now; no longer would the Doctor hide away in his private grief, they would bear their burdens together.

When the Doctor lost them, it was excruciating.

* * *

><p><strong>AN: **I always thought the Doctor got over what happened on Midnight just a little too easily. I may seem quite harsh on Amy here, but I really do love her!

I would love to hear what you thought, constructive criticism is welcome.


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